HEAD extends exchange offer, consent solicitation for 8½% notes

By Angela McDaniels

Tacoma, Wash., Aug. 13 - HEAD NV and its subsidiary, HTM Sport- und Freizeitgerate AG, extended the expiration date of their private exchange offer and consent solicitation for HTM's €135 million 8½ senior notes due 2014 to noon ET on Aug. 13.

The early tender time and exchange deadline were previously scheduled for Aug. 12, July 31, July 3, June 19, June 5, May 22 and May 11.

Approximately €72.52 million principal amount of notes had been tendered for exchange as of noon ET on Aug. 12, according to a company news release.

The company is offering €510.625 principal amount of new 10% senior secured notes and 262.372 Head shares for each €1,000 principal amount of notes tendered.

HTM will also pay accrued interest up to but excluding the settlement date.

When the offer began on April 21, the company was offering €350 million principal amount of new notes in exchange for notes tendered by the early tender date and €300 of new notes for each note tendered after that time.

Head increased the payout to €510.625 and added the shares on July 30. Before the change, holders had tendered only €6.6 million principal amount of notes.

The new notes will be issued by HTM and guaranteed by HEAD, HEAD Holding Unternehmensbeteiligung GmbH and some of HTM's subsidiaries. They will be secured by pledges or charges over some inventories and trade receivables of HTM and some of its subsidiaries and, under certain circumstances, cash.

The new notes mature on Aug. 1, 2012, and there is an extension option until Feb. 1, 2014 upon payment of an extension fee equal to 1% of the principal amount of the notes outstanding.

HTM can pay interest on the new notes at the rate of 10% per year in cash or, at its option, at 8½% per year in cash and 3½% per year in kind.

An application will be made to list the new notes on the Euro MTF Market of the Luxembourg Stock Exchange.

HTM is also soliciting consents to proposed amendments to the indenture governing the 8½% notes that will eliminate substantially all of the covenants governing the actions of the issuer and its restricted subsidiaries, eliminate or modify some events of default and modify Mares SpA's guarantee of the notes.

Holders who tender will be deemed to have given consent.

The company needs consents from holders of at least a majority of the outstanding notes in order to amend the indenture, and the tender offer is conditioned on the receipt of tenders for at least €96,752,000 principal amount of notes.

The private offer is being made only to "qualified institutional buyers" within the United States, as defined in Rule 144A under the Securities Act, and to persons located outside of the United States and who would be participating in any transaction in accordance with Regulation S.

HEAD said the purpose of the exchange offer is to reduce HTM's overall debt and related interest expense and to offer existing noteholders the opportunity to be secured creditors of HTM.

Lucid Issuer Services Ltd. (+44 20 7704 0880) is the exchange and information agent for the offer.

HEAD is an Amsterdam-based manufacturer and marketer of premium sports equipment.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.